Common Stock, $0.0001 par value
- Symbol
- QCOM
- Exchange
- NASDAQ
- Classification
- COMMON
- Status
- Current
Current Report · Items 1.01, 8.01, 9.01 · 8-K
QUALCOMM Incorporated
QCOMNASDAQEQUITYCurrent
Entry into a Material Definitive Agreement · Other Events
Item 1.01. Entry into a Material Definitive Agreement. On November 12, 2026, QUALCOMM Incorporated (the Company) executed an Officers’ Certificate (the Officers’ Certificate), in accordance with Sections 2.02, 2.03, 10.04 and 10.05 of the Indenture dated May 20, 2015 (the Base Indenture and, together with the Officers’ Certificate, the Indenture) between the Company and U.S.…
Company context
Qualcomm is a global computing leader at the center of the AI era, enabling intelligence to scale from the most personal devices to large‑scale infrastructure. Building on more than four decades of innovation, we develop platforms and solutions that bring together advanced AI, high‑performance, low-power computing and industry‑leading connectivity - powering products and services used around the world. At Qualcomm, we are engineering human progress.
Current securities
Registered securities in this filing
QUALCOMM INC/DE · 8-K · Filed 2026-11-13
Disclosure sections
Item 1.01Item 1.01 - Entry into Material Agreement
Item 1.01. Entry into a Material Definitive Agreement.
On November 12, 2026, QUALCOMM Incorporated (the
Company) executed an Officers’ Certificate (the Officers’ Certificate), in accordance with Sections 2.02, 2.03, 10.04 and
10.05 of the Indenture dated May 20, 2015 (the Base Indenture and, together with the Officers’ Certificate, the Indenture) between
the Company and U.S. Bank Trust Company, National Association (as successor in interest to U.S. Bank National Association), as trustee
(the Trustee), in connection with the sale of $750,000,000 in aggregate principal amount of the Company’s 5.000% Notes due 2028
(the 2028 Notes), $750,000,000 in aggregate principal amount of the Company’s 5.150% Notes due 2029 (the 2029 Notes), $1,000,000,000
in aggregate principal amount of the Company’s 5.350% Notes due 2031 (the 2031 Notes), $750,000,000 in aggregate principal amount
of the Company’s 5.600% Notes due 2033 (the 2033 Notes) and $750,000,000 in aggregate principal amount of the Company’s 5.800%
Notes due 2036 (the 2036 Notes and, together with the 2028 Notes, the 2029 Notes, the 2031 Notes and the 2033 Notes, the Notes). The 2028
Notes mature on November 20, 2028, the 2029 Notes mature on November 20, 2029, the 2031 Notes mature on November 20, 2031, the 2033 Notes
mature on November 20, 2033 and the 2036 Notes mature on November 20, 2036, unless earlier repurchased or redeemed, if applicable. The
Notes are the Company’s senior unsecured obligations and rank equally with the Company’s other senior debt from time to time
outstanding.
The 2028 Notes will bear interest at the rate
of 5.000% per year, the 2029 Notes will bear interest at the rate of 5.150% per year, the 2031 Notes will bear interest at the rate of
5.350% per year, the 2033 Notes will bear interest at the rate of 5.600% per year and the 2036 Notes will bear interest at the rate of
5.800% per year. Interest on the Notes will be payable semiannually on May 20 and November 20 of each year, beginning on May 20, 2027.
The Company will make each interest payment to the holders of record on the immediately preceding May 1 or November 1, respectively.
The Company may redeem some or all of the notes
of each series of Notes at the applicable redemption price, as described in the applicable form of Note.
The Indenture contains customary events of default
with respect to the Notes, including failure to make required payments, failure to comply with certain agreements or covenants, and certain
events of bankruptcy and insolvency. Events of default under the Indenture arising from certain events of bankruptcy or insolvency will
automatically cause the acceleration of the amounts due under the Notes. If any other event of default under the Indenture occurs and
is continuing, the Trustee or the holders of at least 25% in aggregate principal amount of the then outstanding Notes may declare the
acceleration of the amounts due under the Notes.
The foregoing description of the Notes and the
Indenture is qualified in its entirety by reference to the full text of the Base Indenture, which is incorporated herein by reference
to
Item 8.01Item 8.01 - Other Events
Item 8.01. Other Events.
On November 9, 2026, the Company entered into
an underwriting agreement (the Underwriting Agreement) with BNP Paribas Securities Corp., BofA Securities, Inc., Deutsche Bank Securities
Inc., J.P. Morgan Securities LLC and Morgan Stanley & Co. LLC, on behalf of the several Underwriters listed in Schedule I thereto
(the Underwriters), pursuant to which the Company agreed to issue and sell the Notes to the Underwriters in a registered public offering
(the Offering). The Offering was pursuant to the Company’s shelf registration statement on Form
S-3 (Registration File No. 333-283035), filed with the SEC on November 6, 2024. For a complete description of the terms and
conditions of the Underwriting Agreement, please refer to the Underwriting Agreement, which is filed as Exhibit 1.1 hereto, and is incorporated
herein by reference.
Filed exhibits (6)
Exhibit 4.2 Execution Version QUALCOMM INCORPORATED OFFICERS’ CERTIFICATE PURSUANT TO SECTIONS 2.02, 10.04 AND 10.05 OF THE INDENTURE November 12, 2026 Akash Palkhiwala and Taylor Cabaniss do hereby certify that they are the Executive Vice President, Chief Financial Officer and Chief Operating Officer and the Vice President and Treasurer, respectively, of QUALCOMM Incorporated, a Delaware corporation (the “Company”), and do further certify, pursuant to resolutions of the Board of Directors of the Company adopted on October 20, 2026 (the “Board Resolutions”), and in accordance with Sections 2.02, 10.04 and 10.05 of the Indenture (the “Indenture”) dated as of May 20, 2015 between the Company and U.S. Bank Trust Company, National Association (as successor in interest to U.S. Bank National Association), as trustee (the “Trustee”), as follows: 1. There is hereby established (i) a series of Securities entitled the “5.000% Notes due 2028” and the form, terms and provisions of the 5.000% Notes due 2028 shall be as set out in Annex A, (ii) a series of Securities entitled the “5.150% Notes due 2029” and the form, terms and provisions of the 5.150% Notes due 2029 shall be a…
Open exhibit ↗Exhibit 4.3 UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY (“DTC”), TO THE COMPANY OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO., OR SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO., OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN. THIS GLOBAL SECURITY IS HELD BY THE DEPOSITARY (AS DEFINED IN THE INDENTURE GOVERNING THIS SECURITY) OR ITS NOMINEE IN CUSTODY FOR THE BENEFIT OF THE BENEFICIAL OWNERS HEREOF, AND IS NOT TRANSFERABLE TO ANY PERSON UNDER ANY CIRCUMSTANCES EXCEPT THAT (I) THE TRUSTEE MAY MAKE SUCH NOTATIONS HEREON AS MAY BE REQUIRED PURSUANT TO SECTION 9.05 OF THE INDENTURE, (II) THIS GLOBAL SECURITY MAY BE EXCHANGED IN WHOLE BUT NOT IN PART PURSUANT TO SECTION 2.07 OF THE INDENTURE, (III) THIS GLOBAL SECURITY MAY BE DELIVERED TO THE TRUSTEE FOR CANCELLATION PURSUANT TO SEC…
Open exhibit ↗Exhibit 4.4 UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY (“DTC”), TO THE COMPANY OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO., OR SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO., OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN. THIS GLOBAL SECURITY IS HELD BY THE DEPOSITARY (AS DEFINED IN THE INDENTURE GOVERNING THIS SECURITY) OR ITS NOMINEE IN CUSTODY FOR THE BENEFIT OF THE BENEFICIAL OWNERS HEREOF, AND IS NOT TRANSFERABLE TO ANY PERSON UNDER ANY CIRCUMSTANCES EXCEPT THAT (I) THE TRUSTEE MAY MAKE SUCH NOTATIONS HEREON AS MAY BE REQUIRED PURSUANT TO SECTION 9.05 OF THE INDENTURE, (II) THIS GLOBAL SECURITY MAY BE EXCHANGED IN WHOLE BUT NOT IN PART PURSUANT TO SECTION 2.07 OF THE INDENTURE, (III) THIS GLOBAL SECURITY MAY BE DELIVERED TO THE TRUSTEE FOR CANCELLATION PURSUANT TO SEC…
Open exhibit ↗Exhibit 4.5 UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY (“DTC”), TO THE COMPANY OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO., OR SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO., OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN. THIS GLOBAL SECURITY IS HELD BY THE DEPOSITARY (AS DEFINED IN THE INDENTURE GOVERNING THIS SECURITY) OR ITS NOMINEE IN CUSTODY FOR THE BENEFIT OF THE BENEFICIAL OWNERS HEREOF, AND IS NOT TRANSFERABLE TO ANY PERSON UNDER ANY CIRCUMSTANCES EXCEPT THAT (I) THE TRUSTEE MAY MAKE SUCH NOTATIONS HEREON AS MAY BE REQUIRED PURSUANT TO SECTION 9.05 OF THE INDENTURE, (II) THIS GLOBAL SECURITY MAY BE EXCHANGED IN WHOLE BUT NOT IN PART PURSUANT TO SECTION 2.07 OF THE INDENTURE, (III) THIS GLOBAL SECURITY MAY BE DELIVERED TO THE TRUSTEE FOR CANCELLATION PURSUANT TO SEC…
Open exhibit ↗Exhibit 4.6 UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY (“DTC”), TO THE COMPANY OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO., OR SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO., OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN. THIS GLOBAL SECURITY IS HELD BY THE DEPOSITARY (AS DEFINED IN THE INDENTURE GOVERNING THIS SECURITY) OR ITS NOMINEE IN CUSTODY FOR THE BENEFIT OF THE BENEFICIAL OWNERS HEREOF, AND IS NOT TRANSFERABLE TO ANY PERSON UNDER ANY CIRCUMSTANCES EXCEPT THAT (I) THE TRUSTEE MAY MAKE SUCH NOTATIONS HEREON AS MAY BE REQUIRED PURSUANT TO SECTION 9.05 OF THE INDENTURE, (II) THIS GLOBAL SECURITY MAY BE EXCHANGED IN WHOLE BUT NOT IN PART PURSUANT TO SECTION 2.07 OF THE INDENTURE, (III) THIS GLOBAL SECURITY MAY BE DELIVERED TO THE TRUSTEE FOR CANCELLATION PURSUANT TO SEC…
Open exhibit ↗Exhibit 4.7 UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY (“DTC”), TO THE COMPANY OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO., OR SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO., OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN. THIS GLOBAL SECURITY IS HELD BY THE DEPOSITARY (AS DEFINED IN THE INDENTURE GOVERNING THIS SECURITY) OR ITS NOMINEE IN CUSTODY FOR THE BENEFIT OF THE BENEFICIAL OWNERS HEREOF, AND IS NOT TRANSFERABLE TO ANY PERSON UNDER ANY CIRCUMSTANCES EXCEPT THAT (I) THE TRUSTEE MAY MAKE SUCH NOTATIONS HEREON AS MAY BE REQUIRED PURSUANT TO SECTION 9.05 OF THE INDENTURE, (II) THIS GLOBAL SECURITY MAY BE EXCHANGED IN WHOLE BUT NOT IN PART PURSUANT TO SECTION 2.07 OF THE INDENTURE, (III) THIS GLOBAL SECURITY MAY BE DELIVERED TO THE TRUSTEE FOR CANCELLATION PURSUANT TO SEC…
Open exhibit ↗